Circular on Applications Supported by Blocked Amount - Merchant Bankers

Neelam Bhardwaj
General Manager
Division of Issues and Listing
Phone: +91 22 26449350
Email: neelamb@sebi.gov.in

SEBI/CFD/DIL/DIP/31/2008/30/7
July 30, 2008

To All Registered Merchant Bankers

Dear Sirs,

Sub.: Additional mode of payment through Applications Supported by Blocked Amount (hereinafter referred to as “ASBA”)

1. In its continuing endeavour to make the existing public issue process more efficient, SEBI has decided to introduce a supplementary process of applying in public issues, viz., the “Applications Supported by Blocked Amount (ASBA)” process. The SEBI (Disclosure and Investor Protection) Guidelines, 2000 (hereinafter referred to as “the Guidelines”) have since been amended to provide for the ASBA process. Details of the amendments in this regard are given in Annexure I.

2. The ASBA process shall be available in all public issues made through the book building route. It shall co-exist with the current process, wherein cheque is used as a mode of payment.

3. The main features of ASBA process are as follows:

a. Meaning of ASBA: ASBA is an application for subscribing to an issue, containing an authorisation to block the application money in a bank account.

b. Self Certified Syndicate Bank (SCSB): SCSB is a bank which offers the facility of applying through the ASBA process. A bank desirous of offering ASBA facility shall submit a certificate to SEBI as per the format given in Annexure II, as per the specified format, for inclusion of its name in SEBI’s list of SCSBs. The said list will be displayed by SEBI on its website at www.sebi.gov.in. ASBAs can be accepted only by SCSBs, whose names appear in the list of SCSBs displayed in SEBI”s website.

On inclusion in the list of SCSBs, a bank shall commence its activities as an SCSB w.e.f. the 1st or 15th of a month, whichever is earlier, from the date of such inclusion. It shall then be deemed to have entered into an agreement with the issuer and shall be required to offer the ASBA facility to all its account holders for all issues to which ASBA process is applicable.

A SCSB shall identify its Designated Branches (DBs) at which an ASBA investor shall submit ASBA and shall also identify the Controlling Branch (CB) which shall act as a coordinating branch for the Registrar to the Issue, Stock Exchanges and Merchant Bankers. The SCSB, its DBs and CB shall continue to act as such, for all issues to which ASBA process is applicable. The SCSB may identify new DBs for the purpose of ASBA process and intimate details of the same to SEBI, after which SEBI will add the DB to the list of SCSBs maintained by it. The SCSB shall communicate the following details to Stock Exchanges for making it available on their respective websites. These details shall also be made available by the SCSB on its website:

(i) Name and address of the SCSB

(ii) Addresses of DBs and CB and other details such as telephone number, fax number and email ids.

(iii) Name and contact details of a nodal officer at a senior level from the CB.

c. Eligibility of Investors: An Investor shall be eligible to apply through ASBA process, if he/ she :

(i) is a “Resident Retail Individual Investor”;

(ii) is bidding at cut-off, with single option as to the number of shares bid for;

(iii) is applying through blocking of funds in a bank account with the SCSB;

(iv) has agreed not to revise his/her bid;

(v) is not bidding under any of the reserved categories.

Such investors are hereinafter referred as “ASBA investors”.

d. ASBA Process in brief: An ASBA investor shall submit an ASBA physically or electronically through the internet banking facility, to the SCSB with whom the bank account to be blocked, is maintained. The SCSB shall then block the application money in the bank account specified in the ASBA, on the basis of an authorisation to this effect given by the account holder in the ASBA. The application money shall remain blocked in the bank account till finalisation of the basis of allotment in the issue or till withdrawal/ failure of the issue or till withdrawal/ rejection of the application, as the case may be. The application data shall thereafter be uploaded by the SCSB in the electronic bidding system through a web enabled interface provided by the Stock Exchanges. Once the basis of allotment is finalized, the Registrar to the Issue shall send an appropriate request to the SCSB for unblocking the relevant bank accounts and for transferring the requisite amount to the issuer’s account. In case of withdrawal/ failure of the issue, the amount shall be unblocked by the SCSB on receipt of information from the pre-issue merchant bankers. The ASBA process is given in detail in Annexure III.

e. Obligations of the Issuer: The issuer shall ensure that adequate arrangements are made by the Registrar to the Issue to obtain information about all ASBAs and to treat these applications similar to non-ASBA applications while finalizing the basis of allotment, as per the procedure specified in the Guidelines.

f. Applicability of ASBA process: ASBA process shall be applicable to all book-built public issues which provide for not more than one payment option to the retail individual investors.

4. The details of the role and responsibilities of Merchant Bankers in the ASBA process are given in Annexure IV, for due compliance by Merchant Bankers.

5. The roles and responsibilities of other intermediaries, viz., Registrars, Merchant Bankers and Stock Exchanges in the ASBA process are given in Annexure V.

6. This circular shall come in to effect from the date to be specified by SEBI, once few eligible banks are recognized as SCSBs.

7. This circular and the entire text of the amended SEBI (DIP) Guidelines are available on SEBI website at www.sebi.gov.in under the categories “Legal Framework” and “Issues and Listing”.

Yours faithfully,
Neelam Bhardwaj

Encl.:
Annexure I – Amendments to SEBI (DIP) Guidelines Annexure II - Certification by Self Certified Syndicate Banks (SCSBs) Annexure III - Details of “Applications Supported by Blocked Amount (ASBA)” process Annexure IV – Role and responsibilities of Merchant Bankers Annexure V – Role and responsibilities of other intermediaries.

Annexure I

Amendments to SEBI (DIP) Guidelines, 2000

CHAPTER I PRELIMINARY

1. In clause 1.2.1, after sub-clause (iii), the following sub-clauses shall be inserted, namely:-

“(iii-a) “Application Supported by Blocked Amount (ASBA)” means an application for subscribing to an issue containing an authorisation to block the application money in a bank account,.”

“(iii-b) “ASBA Investor” means an Investor who intends to apply through ASBA process and

(a) is a “Resident Retail Individual Investor”;

(b) is bidding at cut-off, with single bid option as to the number of shares bid for;

(c) is applying through blocking of funds in a bank account with the SCSB;

(d) has agreed not to revise his/her bid;

(e) is not bidding under any of the reserved categories.”

2. In clause 1.2.1, after sub-clause (xxiv), the following sub-clause shall be inserted, namely:-

“(xxiv-a) Resident Retail Individual Investor means a Retail Individual Investor who is a person resident in India as defined in Foreign Exchange Management Act, 1999 ”

3. In clause 1.2.1, sub-clause (xxiv-a) shall be renumbered as (xxiv-aa).

4. In clause 1.2.1, after sub-clause (xxvi), the following sub-clause shall be inserted, namely:-

“(xxvi-a) Self Certified Syndicate Bank (SCSB) is a Banker to an Issue registered under SEBI (Bankers to an Issue) Regulations, 1994 and which offers the service of making an Applications Supported by Blocked Amount and recognized as such by the Board”

5. In clause 1.2.1, sub-clause (xxvi-a) shall be re-numbered as “(xxvi-aa)”.

CHAPTER V PRE-ISSUE OBLIGATIONS

6. After clause 5.2, the following clause shall be inserted namely:-

“5.2.1 The lead merchant banker shall ensure that facility of Applications Supported by Blocked Amount is provided in all book built public issues which provide for not more than one payment option to the retail individual investors.”

7. In clause 5.4.3.1, the words “being appointed” occurring after the word “intermediaries and before the word “are duly” shall be deleted.

8. In clause 5.4.3.1.1, the following proviso shall be inserted, namely:-

“Provided that nothing contained in this clause shall apply in case of Self Certified Syndicate Bank.”

9. In clause 5.4.3.1.2, in the end, the words “and also take note of the deemed agreement with the Self Certified Syndicate Banks as provided in the Application Supported by Blocked Amount process” shall be inserted.

10. In clause 5.7.1, after the words and comma “investors associations,” and before the word “etc.”, the words “Self Certified Syndicate Banks” shall be inserted.

11. After clause 5.9.2, the following clause shall be inserted, namely:-

“5.9.3 In addition to the provisions of clause 5.9.1 and 5.9.2 above, in respect of issues where Application Supported by Blocked Amount process is applicable, all designated branches of Self Certified Syndicate Banks shall be deemed to be mandatory collection centres.”

12. In clause 5.13.1 sub-clause (i), after the word “form” and before the word “distributed”, the words “including Application Supported by Blocked Amount forms” shall be inserted.

13. In clause 5.13.1 sub-clause (ii), after the word “form” and before the word “may”, the words “including ASBA forms” shall be inserted.

CHAPTER VI CONTENTS OF OFFER DOCUMENT

14. In clause 6.8.2.6, after the word “Syndicate members,” and before the word “etc” the words “Self Certified Syndicate Banks” shall be inserted.

15. In clause 6.13.2.3, after the sub-clause (b), the following sub-clause shall be inserted namely:-

“(c) Application by ASBA investors: (i) The Lead Merchant Banker shall ensure disclosures regarding details of Application Supported by Blocked Amount process including specific instructions for submitting Application Supported by Blocked Amount.”

16. In clause 6.13.2.15, after the sub-clause (b), the following sub-clause shall be inserted, namely:-

“(c) Payment instructions for Application Supported by Blocked Amount”

17. In clause 6.13.2.17, sub clause (d) shall be substituted with the following, namely:-

“(d) Rejection of Bids”

18. Clause 6.13.2.24 shall be substituted with the following:

“6.13.2.24 Letters of Allotment or refund orders or instructions to Self Certified Syndicate Banks in Application Supported by Blocked Amount process.”

19. In clause 6.13.2.26, in the heading, after the words “Refund Orders” and before the words “in case of public issues” the figure and words “/instruction to Self Certified Syndicate Banks by the Registrar” shall be inserted.

20. In clause 6.13.2.27, in sub-clause (a), after sub-clause(vii), the following sub-clause shall be inserted, namely:-

“(viii) that adequate arrangements shall be made to collect all Applications Supported by Blocked Amount (ASBA) and to consider them similar to non-ASBA applications while finalizing the basis of allotment.”

21. Clause 6.17.9 shall be substituted with the following:

“6.17.9 Name and address of the collecting bankers and/or Designated Branches of Self Certified Syndicate Banks.”

22. In clause 6.19.1, in sub-clause (ii), after the words “Refund orders” and before the words “in case of public issues”, the words, mark and comma “/instruction to Self Certified Syndicate Banks by the Registrar,” shall be inserted.

23. In clause 6.19.2, in sub-clause (e), sub-clause (ii), after the words “application form” and before the words “for inserting”, the words “other than Applications Supported by Blocked Amount” shall be inserted.

24. In clause 6.19.2, in sub-clause (e), after the sub-clause (ii), the following sub-clause shall be inserted:

“(iia) Provision in the Application form for Applications Supported by Blocked Amount, for inserting particulars relating to bank account number which is authorised to be blocked and other particulars as specified by SEBI in this regard.”

CHAPTER VII POST –ISSUE OBLIGATIONS

25. Clause 7.3.1, shall be substituted with the following, namely:

“7.3.1 The Post - Issue Lead Merchant Banker shall actively associate himself with post-issue activities namely, allotment, refund, despatch and giving instructions to Self Certified Syndicate Banks and shall regularly monitor redressal of investor grievances arising therefrom”

26. In clause 7.4.1(i), after the word “branches,” and before the word “processing”, the words and the comma “Self Certified Syndicate Banks,” shall be inserted.

27. In clause 7.4.1(i), the words “those accompanied by stockinvest” shall be replaced with the words “Application form for Applications Supported by Blocked Amount”.

28. Clause 7.5.1 shall be substituted with the following, namely:

“7.5.1 Post-issue Lead Merchant Banker shall ensure that in all issues, advertisement giving details relating to oversubscription, basis of allotment, number, value and percentage of all applications including Applications Supported by Blocked Amount, number, value and percentage of successful allottees for all applications including Applications Supported by Blocked Amount, date of completion of despatch of refund orders /instructions to Self Certified Syndicate Banks by the Registrar, date of despatch of certificates and date of filing of listing application is released within 10 days from the date of completion of the various activities at least in an English National Daily with wide circulation, one Hindi National Paper and a Regional language daily circulated at the place where registered office of the issuer company is situated.”

29. Clause 7.7.5 shall be substituted with the following, namely:

“7.7.5 In case of all issues, advertisement giving details relating to oversubscription, basis of allotment, number, value and percentage of all applications received including Applications Supported by Blocked Amount, number, value and percentage of successful allottees for all applications including Applications Supported by Blocked Amount , date of completion of despatch of refund orders /instructions to Self Certified Syndicate Banks by the registrar, date of despatch of certificates and date of filing of listing application.”

CHAPTER XI GUIDELINES ON BOOK BUILDING

30. In clause 11.2(xx) (a), after the word “infrastructure” and before the words “for the data entry of bids”, the words “with syndicate member(s)” shall be inserted.

31. In clause 11.3.1, after sub-clause (vii) (a), the following proviso shall be inserted, namely:-

“Provided that in case of Application Supported by Blocked Amount, Self Certified Syndicate Banks shall accept and upload details of such applications in electronic bidding system of the stock exchanges.”

32. In clause 11.3.1, in sub-clause (vii)(b), the comma and the words “,so appointed” shall be substituted with the words “and Self Certified Syndicate Banks”.

33. In clause 11.3.1, after sub-clause (vii)(c), the following sub-clause shall be inserted, namely:-

“(vii)(cc) In case of Applications Supported by Blocked Amount, the Self Certified Syndicate Banks shall follow the procedure specified by the Board in this regard.”

34. In clause 11.3.1, in sub-clause (vii)(d), after the word and mark “broker/s” and before the words and mark “commission/fee”, the mark and words “/Self Certified Syndicate Banks” shall be inserted.

35. In clause 11.3.1, in sub-clause (xiv), after the words “syndicate members”, the words “and ‘Self Certified Syndicate Banks’.” shall be inserted.

36. In clause 11.3.1, in sub-clause (xvii)(a), after the words “syndicate members” and before the comma and words “, for each such category”, the mark and words “/Self Certified Syndicate Banks” shall be inserted.

37. Clause 11.3.1, sub-clause (xx), shall be substituted with the following sub-clause, namely:-

“(xx) Arrangement shall be made by the issuer for collection of the applications from mandatory collection centres as provided in clause 5.9 of the Guidelines.”

38. In clause 11.3.1, sub-clause (xx)(a), after the word “infrastructure” and before the words “for data entry of bids”, the words “with syndicate members” shall be inserted.

39. In clause 11.3.2, in sub-clause (i), after the word “brokers,” and before the word “registrars”, the words and comma “Self Certified Syndicate Banks,” shall be inserted.

40. Clause 11.3.4.1, sub-clause (ii) shall be deleted.

41. In clause 11.3.4.1, sub-clause (vi) shall be substituted with the following, namely:-

“(vi) Individual as well as qualified institutional buyers shall place their bids only through the ‘brokers’ who shall have the right to vet the bids.

Provided that ASBA investors shall place their Application Supported by Blocked Amount through Self Certified Syndicate Banks.”

42. In clause 11.3.4.1, sub-clause (vi) (a) shall be substituted with the following, namely:-

“(vi)(a) During the period the issue is open to the public for bidding, the applicants may approach the brokers of the stock exchange/s through which the securities are offered under on-line system or Self Certified Syndicate Banks, as the case may be, to place an order for bidding for the securities. Every broker shall accept orders from all clients/investors who place orders through him and every Self Certified Syndicate Bank shall accept Applications Supported by Blocked Amount from ASBA investors.”

43. In clause 11.3.4.1, in sub-clause (vii), the following proviso shall be inserted, namely:-

“Provided that ASBA investors shall not have the right to revise their bids.”

44. In clause 11.3.4.1, in sub-clause (viii), after sub-clause (e), the following sub-clause shall be inserted, namely:

“(f) The bidding form for Applications Supported by Blocked Amount shall contain details as specified by the Board and shall be uniform for all ASBA investors.”

CHAPTER XVI OPERATIONAL GUIDELINES

45. Clause 16.1.7(a) shall be substituted with the following, namely:-

“(a) Lead Merchant Bankers shall obtain similar information from other intermediaries including Self Certified Syndicate Banks to ensure that they comply with these guidelines and a confirmation from all intermediaries including Self Certified Syndicate Banks that they are eligible to be associated with the concerned issue.”

46. In clause 16.2.2.1, in sub-clause (b), after the word “measures” and before the words “to resolve”, the words “including guidance to the ASBA investors to approach the Self Certified Syndicate Banks for redressal of their grievances” shall be inserted.

47. In clause 16.2.4.2, for sub-clause (b), the following shall be substituted, namely:-

“(b) Satisfactory redressal of all complaints regarding all applications in the issue including Applications Supported by Blocked Amount received at the Board against the Company as confirmed by the Registrar.”

48. In clause 16.2.4.2, for sub-clause (c), the following shall be substituted, namely:-

“(c) Certificate from the Designated Stock Exchange to the issuer company to the effect that underwriting/brokerage commission as well as fees of Registrars/Lead merchant bankers/Self Certified Syndicate Banks have been duly paid by the company.”

49. In clause 16.2.4.5, in sub-clause (a), after the word “fees” and before the words “may be filed”, the mark and words “/Self Certified Syndicate Banks” shall be inserted.

SCHEDULE I (Clause 5.3.1.2) MEMORANDUM OF UNDERSTANDING BETWEEN THE LEAD MERCHANT BANKER TO THE ISSUE AND THE ISSUER COMPANY

50. In Schedule I, in Para 8, after the word “intermediaries” and before the words “or other persons”, the words “(except Self Certified Syndicate Banks which are not required to be appointed by the company)” shall be inserted.

51. In Schedule I, in Para 9, after the word “required” and before the words “enter into Memorandum”, the words “and wherever applicable” shall be inserted.

SCHEDULE II (Clause 5.3.2.1) INTERSE ALLOCATION OF RESPONSIBILITIES

52. In schedule II, in para (IV), in sub-clause (g), after the words and the comma “bankers to the issue,” and before the words “and the bank”, the words “Self Certified Syndicate Banks” shall be inserted.

SCHEDULE VIIA (Clause 6.1.1) ORDER OF PRESENTATION OF DISCLOSURES IN PROSPECTUS

53. In schedule VIIA, in para V, in point 2, in sub-point (vi), after the words and comma “Syndicate members,” and before the word “etc” the word “Self Certified Syndicate Banks” shall be inserted.

54. In schedule VIIA, in para X, in point 2, after sub-point (i), the following shall be inserted, namely:-

“(ia) Details of Applications Supported by Blocked Amount process”

55. In schedule VIIA, in para X, in point 2 (xv), after sub-point (b), the following shall be inserted, namely:-

“(c) Payment instructions for Applications Supported by Blocked Amount”

56. In schedule VIIA, in para X, in point 2 (xvii), sub-point (d) shall be substituted with the following, namely:-

“(d) Rejection of Bids”

SCHEDULE XX-A [Clauses 5.6A, 9.1.12 (c) and 9.5] FORMATS OF ISSUE ADVERTISEMENTS

57. In part A under section “AVAILABILITY OF APPLICATION FORMS” the following para shall be inserted after the existing para:

“Application Supported by Blocked Amount forms shall be available with designated branches of Self Certified Syndicate Banks, the list of which is available at websites of Stock Exchanges and SEBI.”

Annexure II

CERTIFICATION BY SELF CERTIFIED SYNDICATE BANKS (SCSBs)

A bank which is desirous of becoming a SCSB shall submit to SEBI a certificate as per the format provided hereunder, upon receipt of which the bank’s name will be included in the list of SCSBs maintained by SEBI.

Format of certificate to be submitted by SCSBs

“(i) We, ___________, hold a valid certificate of registration as a Banker to an Issue under the SEBI (Bankers to an Issue) Regulations, 1994. Our SEBI registration number ___________ is valid up to ____________.

(ii) We have an arrangement with at least one of the stock exchange(s) that provide the electronic bidding system, through a web enabled interface, for uploading details of ASBA (hereinafter referred to as “the Stock Exchange(s)”).

(iii) We have undertaken the mock trial run of our systems with the Stock Exchange(s) and Registrar(s) and have satisfied ourselves that we have adequate systems/infrastructure in place at our Controlling Branch/ Designated Branches to fulfill our responsibilities/ obligations as envisaged in the ASBA process within the timelines specified therein. These responsibilities/ obligations, inter-alia, include:

a. Collection of physical and/ or electronic ASBA from the ASBA investors.

b. Capturing relevant details from the physical and/ or electronic ASBA.

c. Blocking funds to the extent of application money in the bank account specified in the ASBA till finalisation of the basis of allotment or withdrawal/ failure of the issue or withdrawal/ rejection of the application, as the case may be. Uploading details of the ASBA in the electronic bidding system of the Stock Exchange(s), sending to and receiving from the Registrar(s), data pertaining to the ASBA and the issue, in a secured form.

d. Ensuring that there is a proper segregation of applications/ amount/ data issue-wise in respect of various issues that may be open simultaneously.

e. Unblocking funds in the bank account specified in the ASBA upon receipt of request from Registrar(s) or on withdrawal/ rejection of the ASBA, and releasing the funds in favour of the issuer.

f. Unblocking funds in the bank account specified in the ASBA upon receipt of information on withdrawal/ failure of the issue from the post issue merchant bankers.

(iv) We have systems in place to ensure that the amount blocked by us in the bank account specified in the ASBA shall be available at all times, for the purpose of giving it to the issuer upon finalisation of the basis of allotment.

(v) We are responsible for any omission or commission on our part while discharging our role as envisaged in the ASBA process.

(vi) We have systems in place to satisfactorily redress complaints arising out of errors or delays on our part to capture data, block or release funds, etc.

(vii) We have identified our Controlling Branch and Designated Branch(es), the names and contact details of which are enclosed herewith.

(viii) We have identified the following official of our bank as the nodal officer for the purpose of ASBA process:

Name: _______________________
Designation: __________________
Branch: ______________________
Address: _____________________
Phone number(s): ______________
Fax Number: __________________
E-mail ID: _____________________

I, on behalf of ____________, hereby confirm that we fulfil all the conditions stated above for becoming a SCSB.

Name and Signature of Authorised official of the Bank”

Annexure III

DETAILS OF “APPLICATIONS SUPPORTED BY BLOCKED AMOUNT (ASBA)” PROCESS

The ASBA process is presented in a tabular form as under:

Sr. No.	Details of ASBA process	Timeline/ Due date
1.	An ASBA investor, intending to subscribe to a book built public issue, shall submit a completed ASBA form1 to a Self Certified Syndicate Bank (SCSB) , with whom the bank account to be blocked, is maintained, through one of the following modes - (i) Submit the form physically with the Designated Branches (DBs) of the SCSB (“Physical ASBA”); or (ii) Submit the form electronically through the internet banking facility offered by the SCSB (“Electronic ASBA”).	Bidding period
2.	The SCSB shall give an acknowledgement specifying the application number to the ASBA investor, as a proof of having accepted his/ her ASBA in a physical or electronic mode.	Bidding period
3.	If the bank account specified in the ASBA does not have sufficient credit balance to meet the application money, the ASBA shall be rejected by the SCSB.	Bidding period
4. A.	After accepting a Physical ASBA, the SCSB shall block funds available in the bank account specified in the Physical ASBA, to the extent of the application money specified in the ASBA. The SCSB shall then capture/ upload the following details in the electronic bidding system provided by the Stock Exchange(s) for the particular public issue: (i) Application number (ii) DP ID, Client ID (iii) Bid Quantity (iv) PAN	Bidding period
B.	In case of an Electronic ASBA, the ASBA investor himself/ herself shall fill in all the abovementioned details, except the application number which shall be system generated. The SCSB shall thereafter upload all the abovementioned details in the electronic bidding system provided by the Stock Exchange(s).
5.	The SCSB (Controlling Branch (CB) or DBs) shall generate a Transaction Registration Slip/ Order number, confirming upload of ASBA details in	Bidding period

[1] Main contents of ASBA Application are given in Annexure IIIA.

the electronic bidding system of the Stock Exchange(s). The Transaction Registration Slip/ Order number shall be given to the ASBA investor as a proof of uploading the details of ASBA, only on demand.
6. In case an ASBA investor wants to withdraw his/ her ASBA during the bidding period, he/ she shall submit his/ her withdrawal request to the SCSB, which shall do the necessary, including deletion of details of the withdrawn ASBA from the electronic bidding system of the Stock Exchange(s) and unblocking of funds in the relevant bank account.	Bidding period
7. The Stock Exchange(s) shall make available the updated electronic bid file to the Registrar to the Issue.	Bidding period
8. The SCSB shall send the following aggregate information to the Registrar to the Issue after closure of the bidding period: (i) Total number of ASBAs uploaded by the SCSB (ii) Total number of shares and total amount blocked against the uploaded ASBAs.	T+1 (where T stands for closing date of the bidding period)
9. The Registrar to the Issue shall reconcile the compiled data received from the Stock Exchange(s) (as explained in para 7 above) and all SCSBs (as explained in para 8 above) (hereinafter referred to as the “reconciled data”).	T to T+11
10. The Registrar to the Issue shall then match the reconciled data with the depository’s database for correctness of DP ID, Client ID and PAN. In case any DP ID, Client ID or PAN mentioned in the bid file for ASBAs does not match with the one available in the depository’s database, such ASBA shall be rejected by the Registrar.
11. The Registrar to the Issue shall inform each SCSB about errors, if any, in the bid details, along with an advice to send the rectified data within the time as specified by the Registrar.
12. In case an ASBA investor wants to withdraw his/her ASBA after the bid closing date, he/ she shall submit the withdrawal request to the Registrar to the Issue. The Registrar shall delete the withdrawn bid from the bid file.
13. The Registrar to the Issue shall reject multiple ASBAs determined as such, based on common PAN.
14. The Registrar to the Issue shall finalise the basis of allotment and submit it to the Designated Stock Exchange for approval.	T+12
15. Once the basis of allotment is approved by the Designated Stock Exchange, the Registrar to the Issue shall provide the following details to the CB of each SCSB, along with instructions to unblock the relevant bank accounts and transfer the requisite money to the issuer’s account within the timelines specified in the ASBA process: (i) Number of shares to be allotted against each valid ASBA (ii) Amount to be transferred from the relevant bank account to the issuer’s account, for each valid ASBA (iii) The date by which the funds referred to in sub-para (ii) above, shall be transferred to the issuer’s account (iv) Details of rejected ASBAs, if any, along with reasons for rejection and details of withdrawn/ unsuccessful ASBAs, if any, to enable SCSBs to unblock the respective bank accounts.	T+13
16. SCSBs shall unblock the relevant bank accounts for: (i) Transfer of requisite money to the issuer’s account against each valid ASBA. (ii) Withdrawn/ rejected/ unsuccessful ASBAs. The CB of each SCSB shall confirm the transfer of requisite money against each successful ASBA to the Registrar to the Issue.	T+14
17. The Issuer shall make the allotment.	T+15
18. The Registrar to the Issue shall credit the shares to the demat account of the successful ASBA investors.	T+15

Annexure IIIA

MAIN CONTENTS OF “APPLICATIONS SUPPORTED BY BLOCKED AMOUNT (ASBA)” FORM

1. A statement that ASBA can be used only by an “ASBA investor”, i.e., an investor who:

(i) is a “Resident Retail Individual Investor”;

(ii) is bidding at cut-off, with single option as to the number of shares bid for;

(iii) is applying through blocking of funds in a bank account with the Self Certified Syndicate Bank (SCSB);

(iv) has agreed not to revise his/her bid;

(v) is not bidding under any of the reserved categories.

2. Details of ASBA investor:

(i) Name

(ii) PAN

(iii) Bidder’s depository account details

(iv) Details of bids –

    a. Number of equity shares bid for

    b. Bid payment amount at cut off.

3. Bank Account Number of the account with the SCSB, in which funds to the extent of application money shall be blocked.

4. The following confirmations/ declarations from the ASBA investor:

(i) That he/ she is an ASBA investor as per the applicable provisions of the SEBI (Disclosure and Investor Protection) Guidelines, 2000.

(ii) That in accordance with the ASBA process provided in the SEBI (Disclosure and Investor Protection) Guidelines, 2000 and as disclosed in the Red Herring Prospectus, the ASBA investor has –

    a. authorised the SCSB to do all acts as are necessary to make an application in the issue of the company, including uploading of his/ her bid, blocking or unblocking of funds in the bank account maintained with the SCSB specified in the ASBA, transfer of funds to the issuer’s account on receipt of instruction from the Registrar to the Issue after finalisation of the basis of allotment entitling the ASBA investor to receive shares on such transfer of funds, etc.

    b. authorised the Registrar to the Issue to issue instructions to the SCSB to remove the block on the funds in the bank account specified in the ASBA, upon finalisation of the basis of allotment and to transfer the requisite money to the issuer’s account.

(iii) In case the amount available in the bank account specified in the ASBA is insufficient for blocking the amount equivalent to the application money, the SCSB shall reject the application.

(iv) If the DP ID, Client ID or PAN furnished by the ASBA investor in his/ her ASBA form is incorrect or incomplete, the ASBA shall be rejected and the Issuer or SCSB shall not be liable for losses, if any.

5. Provision for acknowledgment of receipt of ASBA.

6. Provision for signature of the applicant and of the account holder, if the account holder is different from the applicant.

Annexure IV

ROLE AND RESPONSIBILITIES OF MERCHANT BANKERS

Role and responsibilities of Merchant Bankers shall include the following:

1. The pre-issue merchant banker(s) shall ensure that the ASBA process is provided as one of the modes of accepting bid-cum-application forms in all book built issues which provide for not more than one payment option to the retail individual investors.

2. The pre-issue merchant banker(s) shall ensure that appropriate disclosures are made regarding the ASBA process in the Red Herring Prospectus and abridged prospectus, to enable investors to understand and apply through the process.

3. The pre-issue merchant banker(s) shall ensure that sufficient number of Physical ASBA forms are printed and are made available to all SCSBs. Further, it shall ensure that SCSBs are also provided with a soft copy of the abridged prospectus.

4. The pre-issue merchant banker(s) shall intimate the bid/ issue opening and closing date/ time to SCSBs, including details of revision in price/ bidding period, if any.

5. In case of failure/ withdrawal of the issue, the pre-issue merchant banker(s) shall inform SCSBs regarding the same.

6. The post-issue merchant banker(s) shall inform the Registrar to the Issue, the date by which subscription money shall be transferred to the issuer’s account by SCSBs.

7. The post-issue merchant banker(s) shall co-ordinate with the Registrar to the Issue for providing appropriate information/ instructions to each SCSB in respect of the ASBA process.

8. Unless otherwise specified in the guidelines/ circulars for ASBA process, the pre and post issue merchant banker(s) shall ensure that all intermediaries follow uniform procedure for ASBA and non-ASBA forms.

Annexure V

ROLE AND RESPONSIBILITIES OF OTHER INTERMEDIARIES

(I) Role and Responsibilities of Self Certified Syndicate Banks (SCSBs)

Role and responsibilities of SCSBs shall include the following:

1. SCSB shall designate one branch as the Controlling Branch, which shall be the single point interface for the Registrar to the Issue, Stock Exchange(s) and merchant bankers, for co-ordination/ communication.

2. SCSB shall identify Designated Branches at which Physical Application Supported by Blocked Amount (Physical ASBA) can be submitted by ASBA investor.

3. An SCSB giving the facility of Electronic ASBA shall ensure that a soft copy of the abridged prospectus of the relevant public issue is made available on its website, along with the Electronic ASBA, so as to enable an ASBA investor to confirm that he/she has read and understood the terms and conditions of the abridged prospectus, before applying in the issue.

4. SCSB shall not accept any ASBA after the closing time of acceptance of bids on the last day of the bidding period.

5. SCSB shall give ASBA investors an acknowledgement for the receipt of ASBAs.

6. SCSB shall not upload any ASBA in the electronic bidding system of the Stock Exchange(s) unless –

(i) it has received the ASBA in a physical or electronic form; and

(ii) it has blocked the application money in the bank account specified in the ASBA or has systems to ensure that Electronic ASBAs are accepted in the system only after blocking of application money in the relevant bank account opened with it.

SCSB shall ensure that the details of a particular ASBA are uploaded only once in the electronic bidding system of any one of the Stock Exchange(s). SCSB shall be solely responsible for the completion and accuracy of all details entered/ uploaded on the electronic bidding system of the Stock Exchange(s).

7. In case of withdrawal of bids by ASBA investors during the bidding period, SCSB shall ensure deletion of the withdrawn ASBA from the electronic bidding system of the Stock Exchange(s) and unblocking of funds in the relevant bank account within the timelines specified in the ASBA process.

8. SCSB shall send the following aggregate information to the Registrar to the Issuer after the closure of the bidding period, within the timelines specified in the ASBA process:

(i) Total number of ASBAs uploaded by the SCSB; and

(ii) Total number of shares and total amount blocked against the uploaded ASBAs.

    9. SCSB shall ensure that the bank accounts specified in the ASBAs are duly blocked to the extent of the application money till withdrawal/ rejection of the ASBAs or receipt of instruction from the Registrar to the Issue for unblocking the bank accounts for the purpose of transferring the funds to the issuer’s account within the timelines specified in the ASBA process. The SCSB shall also ensure that the amount blocked by it in the bank accounts specified in the ASBA form shall be available at all times for giving to the issuer at the time of finalization of allotment.

    10. In case of failure or withdrawal of the issue, on receipt of appropriate instruction from the pre-issue merchant bankers, SCSB shall unblock the bank accounts latest by the next day of receipt of such instruction.

    11. In case SCSB receives any information from the Registrar to the Issue regarding errors in bid details, the SCSB shall send the rectified data within the time specified by the Registrar.

    12. SCSB shall ensure that information about revision in the bidding period or price band, as and when received, is communicated and effected to in its systems promptly, for information of ASBA investors.

    13. SCSB shall take all necessary steps and co-operate with the Registrar to the Issue, Stock Exchange(s) and merchant bankers in ensuring secured transfer of data and completion of allotment of the equity shares within the time period specified in the Red Herring Prospectus. SCSB shall ensure that information, if any, sought in relation to ASBA process by the merchant bankers/ Registrar to the Issue, is promptly given.

    14. SCSB shall retain Physical ASBAs for a period of six months and thereafter forward the same to the issuer. However, in case of Electronic ASBAs, “printouts” of such applications need not be retained or sent to the issuer. SCSB shall, at all times, maintain the electronic records relating to ASBA process for a minimum period of three years.

    15. SCSB shall ensure that complaints of ASBA investors arising out of errors or delay in capturing of data, blocking or unblocking of bank accounts, etc. are satisfactorily redressed.

    16. SCSB shall be liable for all its omissions and commissions in discharging its responsibilities in the ASBA process.

(II) Role and Responsibilities of Registrar to the Issue

Role and responsibilities of Registrar to the Issue shall include the following:

1. Registrar to the Issue shall obtain the electronic bid data (including the Application Supported by Blocked Amount (ASBA) bid data) from the Stock Exchange(s) and match the DP ID, Client ID and PAN specified in the electronic bid file with the depository’s database, for the purpose of acceptance of applications and finalisation of the basis of allotment.

2. Registrar to the Issue shall inform each Self Certified Syndicate Bank (SCSB) about errors, if any, in the bid details, along with an advice to send the rectified data within a specific date, which shall be specified by the Registrar.

3. Once the basis of allotment is approved by the Designated Stock Exchange, the Registrar to the Issue shall provide the following details to the Controlling Branch (CB) of each SCSB, along with instructions to unblock the relevant bank accounts and transfer the requisite money to the issuer’s account within the timelines specified in the ASBA process:

(i) Number of shares to be allotted against each valid ASBA.

(ii) Amount to be transferred from the relevant bank account to the issuer’s account, for each valid ASBA.

(iii) The date by which the funds referred in sub-para (ii) above, shall be transferred to the issuer’s account.

(iv) Details of rejected ASBAs, if any, along with reasons for rejection and details of withdrawn/ unsuccessful ASBAs, if any, to enable SCSBs to unblock the respective bank accounts.

4. The Registrar to the Issue shall be responsible for the correctness and validity of the information furnished by it to SCSBs and shall be liable for all its omissions and commissions in discharging its responsibilities in the ASBA process.

5. Unless otherwise specified in the guidelines/ circulars for ASBA process, Registrar to the Issue shall ensure that uniform procedure is followed for ASBA and non-ASBA.

6. Registrar to the Issue shall act as a nodal agency for redressing complaints of ASBA and non-ASBA investors, including providing guidance to ASBA investors regarding approaching the SCSB concerned.

7. Registrar to the Issue shall maintain accurately, at all times, the electronic records relating to ASBAs received from all SCSBs, including the following:

(i) ASBAs taken from the electronic bidding system of the Stock Exchange(s) and ASBAs furnished by SCSBs in respect of the issue;

(ii) particulars relating to allotment of equity shares against valid ASBAs;

(iii) particulars relating to the requisite money to be transferred to the issuer’s account against valid ASBAs; and

(iv) Details of rejected/ withdrawn/ unsuccessful ASBAs, if any.

(III) Role and Responsibilities of the Stock Exchange(s)

Role and responsibilities of the Stock Exchanges shall include the following:

1. The Stock Exchange(s) shall ensure that details of the Controlling Branch and Designated Branches (DBs) of each SCSB are available on the website of the Stock Exchange(s) in an easily accessible form.

2. The Stock Exchange(s) shall enable:

(i) access to their electronic bidding system through a web enabled interface, to SCSBs, for uploading details of ASBA;

(ii) SCSBs to upload data on the electronic bidding system in a secured way; and

(iii) identification of data uploaded by each SCSB, DB-wise.

3. The Stock Exchange(s) shall ensure that the electronic bidding system provides all the appropriate fields, along with identification of SCSBs, to enable SCSBs to upload the bid data properly. The electronic bidding system shall also be enabled to display bid opening/ closing date, price band and revision in price band/ bid period and to reset relevant data fields upon revision, if any.

4. The Stock Exchange(s) shall ensure that an issue specific code is generated from the electronic bidding system, so that SCSBs does not face any problem in segregating the ASBA issue-wise.

5. The Stock Exchange(s) shall be responsible for accurate, timely and secured transmission of the electronic bid file uploaded by SCSBs, to the Registrar to the Issue.

6. The Stock Exchange(s) shall provide a facility of reverse confirmation to SCSBs regarding the data having been uploaded on their electronic bidding system.

7. In case of withdrawal of ASBA during the bidding period, the Stock Exchange(s) shall provide the facility of enabling SCSBs to –

(i) delete the ASBA from the electronic bidding system or mark the withdrawal individually against the original bid uploaded; or

(ii) upload withdrawal of the ASBA in batch mode, in the electronic bidding system.